On June 24th 1958 Nelson Riddle raised his baton, and Frank Sinatra made one of the greatest recordings of a great song:
My mama done tol' me,
When I was in knee pants
My mama done tol' me
Those words are by Johnny Mercer. He wrote songs with over one hundred different composers, from Duke Ellington to FDR's Secretary of the Treasury, William H Woodin (his writing partner on a number called "Spring Is In My Heart Again"). But the nearest he came to a Rodgers & Hart/Lerner & Loewe-type relationship was with Harold Arlen. He wrote more songs with Arlen than with anybody else, and more big songs, too. You take almost any other of his fitful composing partners out of the picture and the Mercer catalogue loses maybe two or three big standards. But you take Arlen out and there's one almighty hole: Arlen & Mercer gave us "That Old Black Magic", "My Shining Hour", "Ac-Cen-Tchu-Ate The Positive", "Hit The Road To Dreamland", "Come Rain Or Come Shine", "Out Of This World", "Any Place I Hang My Hat Is Home", "One For My Baby (And One More For The Road)", and a lot more besides. Sinatra had a special affinity for Arlen, and for Mercer, and especially for the two of them together. "Come Rain Or Come Shine" stayed with Frank from his 1940s V-disc to his classic Sixties LP Sinatra And Strings to a celebrity duet with Gloria Estefan in the Nineties. Same with "One For My Baby", from the original Forties recording to the classic arrangement with Bill Miller's barroom piano to a final 1990s take with an entirely superfluous couple of minutes of Kenny G slurping at the front of it. And with both songs, in between the records, there were hundreds of live performances, always with something a little different - coming out of the break, roughing up the out-chorus, modifying the wind-up... Some singers can be a little over-respectful about the big standards: They know these are great works, and they're worried that interpretation will intrude on that greatness. But as I heard Frank say one night - I think at the Royal Albert Hall - about "Come Rain Or Come Shine": "This one is personal to me." And it was: He inhabited the song. This is his story, one he's lived through a thousand tellings, each one illuminating some new corner of it.
But there were other Arlen & Mercer songs that weren't in the band book - that he simply made one perfect recording of that said everything he wanted to say ...and then walked away. Composer and lyricist alike would have understood both approaches: the one landmark record - and the improvised stage variations. Arlen and Mercer both had a feeling for jazz and blues that made them a natural fit for each other. But, beyond that, they were both singers. Great singers, in fact. Harold Arlen didn't have as many hits as Mercer, but his recordings of "Stormy Weather" and "Let's Fall In Love" both got to Number One in 1934, and three decades later he talked Barbra Streisand into joining him for one of her least mannered performances in a rollicking rock'n'rolling take on "Ding Dong, The Witch Is Dead". On paper, they were opposites: Mercer an Episcopalian choir boy from Savannah's top drawer; Arlen a cantor's son from Buffalo. But they both had an instinctive sense of how to write vernacular songs - songs that leave enough space for the singer.
Their first number together was written for a 1932 Broadway revue called J P McAvoy's Americana. The big song in the score was "Brother, Can You Spare A Dime?", by Jay Gorney and E Y Harburg. Yip Harburg was the best part of a decade and a half older than Johnny Mercer and, in those first days in New York, served as the younger man's mentor. It was Harburg who was in charge of assembling the music for the show and called in as many pals as he could get hold of. But it was Mercer who suggested Arlen. "I had heard of the talented young man who had already had 'Get Happy' and a score of outstanding songs in the Cotton Club revues and I recommended him to Yip Harburg." And so midway through the show Francetta Malloy and the Musketeers came out and a sang a tune by Arlen with words by Harburg and Mercer:
Gimme drums that'll start thump-thump-thumpin' in my heart
Gimme horns that'll blow-blow-blow-blow-blow the blues apart
Gimme thrills that'll break the Ten Commandments with a wham
Doncha know I'm Satan's Li'l Lamb?
And that was pretty much it for a decade. Arlen stuck with Harburg ("It's Only A Paper Moon") and Ira Gershwin ("Fun To Be Fooled") and Ted Koehler ("Stormy Weather"), and Mercer went on to "PS I Love You" with Gordon Jenkins, and "Goody Goody" with Matty Malneck, and "Too Marvelous For Words" with Richard Whiting, all recorded by Sinatra a generation later. In 1939, Arlen and Harburg wrote The Wizard Of Oz, including that year's Oscar winner, "Over The Rainbow". They were on a roll - or so you'd have thought. Yet, aside from The Marx Brothers At The Circus (with "Lydia The Tattooed Lady") released two months later, that was it for the Arlen/Harburg movie partnership. Harold, said Yip, "felt he needed a change, and so did I." And so in 1941 Arlen found himself reunited with Harburg's young protégé from the New Americana days: Johnny Mercer.
The film was a Warner Brothers assignment with a terrific title: Hot Nocturne. It was supposed to be an "authentic" story of "real" jazz. But, as Mercer's biographer Gene Lees points out, it featured all the stock clichés of the genre: the jazz musician torn between his art and tawdry commercialization, as well as between the good girl and the bad girl. Gangsters figured in the plot, naturally. "It wasn't even a musical," said Arlen, but it needed one new song. "The script," he remembered, "called for the jazz band to be in jail, and for a black man in the cell next to them to sing the blues. So I said to myself any jazz musician can put his foot on a piano and write a blues song! I've got to write one that sounds authentic, that sounds as if it were born in New Orleans or St Louis."
So Arlen went off to his studio behind the house, and for the one and only time in his life told his wife not to disturb him, not to bother him, not to so much as knock on the door until he emerged. And then he got to work. Arlen had written blues-tinged 32-bar pop songs before ("I Gotta Right To Sing The Blues", another Sinatra favorite), but he wanted something different here. He knew an "authentic blues" was 12 bars, with maybe three verses. And that's what he had in mind: a 12-bar three-verse blues. So off he went, with the first 12 bars, and then a second 12 bars, entirely different, and then an eight-bar section, and a modification of the eight-bar section, and then, well, two bars of something or other, and then back to the original 12-bar theme, and then back to that two bars, and finally a coda. Fifty-eight measures in all, and a long way from anybody's idea of a 12-bar blues.
But he liked what he heard. "I knew in my guts, without even thinking of what John could write for a lyric, that this was strong, strong, strong! You can't say that about all melodies. I can't tell about melodies until I get a lyric. And if it's happily wedded, fine. If not, I'm in trouble. But this I knew was strong. As a matter of fact, it was one of the high points of knowing in my whole life..."
He didn't tell Mercer that. Composers and lyricists collaborate in various ways, and Mercer worked differently according to which partner he was with. Some fellows wrote marvelous music, but he couldn't bear to work in the same room as them. With Arlen, he'd go round to Harold's place or Harold would come round to his, and Mercer would settle on the couch with his eyes closed while the composer bashed out whatever tune he'd come up with on the piano. These were the days before tape recorders, but Mercer had what Arlen called "a wonderfully retentive memory" and, after he'd heard the melody a couple of times, it was fixed in his head and off he'd go and write the lyric. With "Blues In The Night", said Arlen, "I couldn't wait to get over to Johnny's house and play it for him." So round he trotted and found Mercer at his desk. "I didn't stay around long," he told Max Wilk years later. "I played him the melody. No questions asked, no experiments, no saying, 'This needs another two bars' or 'I don't like the third stanza' - nothing. He just listened. I played it a couple of times, and then I went away."
When Arlen returned, Mercer had a finished lyric to show him. It began like this:
I'm heavy in my heart
I'm heavy in my heart...
Not as heavy as Arlen was in his. It was one of those awkward moments when one half of the team has to tell the other half that he's fallen short, but do it in a way that doesn't have him flouncing off in a huff. Perhaps, like Arlen when he first locked himself in the studio, Mercer had been too intimidated by the form. He was trying so hard to write a blues that that's what he'd wound up with: the sound of a man trying to write the blues, with its repetitive lyric structure and frequent declarations of mighty lonesomeness. The lumbering alliteration of "I'm heavy in my heart" doesn't even sing well on Arlen's notes. How to break the news to Johnny?
Later in their relationship there was a lot of back and forth. Working on a song for St Louis Woman, Mercer heard the first notes of Arlen's tune and proposed, "I'm gonna love you like nobody's loved you..."
"Come hell or high water," said Harold.
Mercer laughed and then modified the thought: "Come Rain Or Come Shine."
But in 1941 they were just getting going and Arlen wasn't too sure about the best way to handle what he called the "weak tea" of Mercer's first 12 bars. The lyricist had three or four pages of work sheets - quatrains, couplets, sometimes just isolated phrases. And way down deep in Mercer's notes on page four Arlen saw:
My mama done tol' me,
When I was in knee pants
My mama done tol' me
The composer turned to the lyricist and made a suggestion: "Why don't you take that and put it up at the front?" So Mercer did, and the problem was solved, and nobody mentioned "I'm heavy in my heart" ever again. "My mama done tol' me" is critical to establishing the tone of the song. Whatever Arlen's intent, it's not so much a blues as a blues aria: it's not a pop tune and it's not a Broadway soliloquy, and there's not really a narrative, just moods and imagery and sensations. The music is magnificent, but there's great precision in the lyric. That "son" on the low note is just perfect, but a lot of the rest came through trial and error:
A woman'll sweet talk
And give you the big eye
But when the sweet talkin's done
A woman's a two face
A worrisome thing
Who'll leave you to sing
The Blues In The Night....
If you look at Mercer's work notes, that originally ran:
A woman'll sweet talk
A woman'll glad eye
But pretty soon you will find
A woman's a two face
A changeable thing
Who'll leave ya t'sing
The Blues In The Night....
Not quite as sharp, is it? Or is that just because three-quarters of a century of familiarity have made the other words fit in a way that that first draft doesn't? No, I think there are technical considerations, too. Mercer's trying to evoke blues form while wandering miles away from it, so "a woman'll glad eye" echoes "a woman'll sweet talk". But it's the wrong place for repetition. "And give you the big eye" is all big fat monosyllables that seem to bite off Arlen's notes. Plus reprising "sweet talk" in the next line is much better than the watery filler of "pretty soon you will find". "Changeable thing" would probably seem just fine if we didn't all know it should be "worrisome", which is just a helluva word and, as the writer William Zinsser observed, "may be the best thing in the whole song".
For the second 12 bars, Arlen provides entirely new melodic material, except for a parenthesis of the very first phrase (and thus the very first line of lyric), and Mercer turns to one of his favorite images - a train in the night:
Now the rain's a-fallin'
Hear the train a-callin'
(My mama done tol' me)
Hear that lonesome whistle
Blowin' 'cross the trestle
(My mama done tol' me)
Ol' clickety clack's
The Blues In The Night....
That's a childhood memory that Mercer's own mama done tol' him. She lived near Five Mile Bend, where the trains turned around, and she always remembered that lonesome whistle - "a-whooee-duh-whooee" - echoin' back. "Trains are such a marvelous symbol," said the singer Margaret Whiting, Mercer's friend and fellow Capitol Records vocalist and the daughter of his old composing partner Richard Whiting. "Somebody's always coming in, or leaving on one, so it's neither sadness nor happiness, but it's the way you react to it, how you respond."
Very true. But I'm also struck by the technical choices Mercer made: "Whistle" doesn't rhyme with "trestle", and certainly Larry Hart or Ira Gershwin would never have coupled them. But they seem right - as if, in getting blown cross the trestle, the sound has been slightly distorted. In the mid-Sixties, Mercer did the same trick on a movie ballad, pairing "Emily" with "family", opting for oft-kilter echoes rather than the contrivances of rhyme.
Then we get to Arlen's two eight-bar phrases. More imagery and sound evocations:
The evenin' breeze'll start the trees to cryin'
And the moon'll hide its light
When you get the Blues In The Night
Take my word
'll sing the saddest kind o' song
He knows things are wrong and he's right...
That's nothing to do with "the blues" as a musical genre, but it's bluesy as it gets, all those bluesy sevenths of Arlen's wringing all the heartache out of every word. And I suppose, if you don't know the song, the lyric looks faintly overwrought on paper - the moon hiding its light, okay, but c'mon, crying trees? You couldn't use those images if the tune didn't justify them. But it does. The trick is knowing when you've reached a moment of such intensity that you're beyond words. And so at that point Arlen and Mercer dump language entirely and throw in two bars of whistling, to a theme prefigured in the intro to the song.
I don't think either of them would have written in a whistle had they not also been singers. Obviously, some singers go in for it more than others - Bing certainly did - but Sinatra generally eschewed whistling. Nonetheless, in that 1958 recording with Nelson Riddle, Sinatra, respected the writers' game plan enough to pucker up and get on with it.
And finally Harold Arlen returns to the 12-bar melodic theme he started with way back when, while Mercer opens up the scene even more:
From Natchez to Mobile
From Memphis to Saint Joe
Wherever the four winds blow
I been in some big towns
An' heard me some big talk
But there is one thing I know...
Warner Bros liked the song enough to change the movie title from Hot Nocturne to Blues In The Night. And then having done so, they threw the song away. It was performed by "William Gillespie and small Negro group", and you get the feeling the director Anatole Litvak has no idea what he's got. But Arlen did. "Did you ever write a song that you knew was good before anyone else said so?" the writer Wilfrid Sheed once asked him.
"Yes, thank God," said Arlen, à propos "Blues In The Night". Harry Warren, a prolific hitmaker and Mercer's composing partner on "The Atchison, Topeka And Santa Fe", saw it lying around the house over at Arlen's one day, picked it up, and said, "That middle section has to go. It'll never work."
On the other hand, Margaret Whiting was at a Hollywood party when Arlen and Mercer showed up. "Mickey Rooney was there, and Judy Garland, Martha Raye, an old friend, and Mel Tormé. And around 9.30 or 10 Harold and Johnny came by, they'd just finished the song, and they did 'Blues' for the first time. Well, I want to tell you, it was like a Paramount Pictures finish - socko, boffo, wham! At one end of the room, Martha Raye almost passed out; for once, she didn't have a funny line. Tormé was so knocked out by the musicianship, he just sat there. And Judy and I raced over to the piano to see which of us could learn the song first!" Garland had recently ended an affair with Mercer, and it would be interesting to know whether she read any recent history into the lyric. She went on to record the song, as did Mel Tormé. I'm not sure Martha Raye or Mickey Rooney ever did.
On the other other hand, when Arlen and Mercer took the song to Jimmie Lunceford, he hated it and refused to record it. Decca forced him to do it, with a vocal by Willie Smith, and it got to Number Four. Artie Shaw, Woody Herman, Cab Calloway, Benny Goodman and Dinah Shore all had Top 20 hits with it in the wake of the movie's release, but I always loved the Lunceford band's record. It's five-and-a-half minutes - two sides of a 78 back in 1942. I used to play it a lot as a late-night disc-jockey, not so much because of the vocal but because it's so instrumentally earthy.
It should have won the Oscar that year. But by the time of the awards ceremony early in 1942 America was at war and "The Last Time I Saw Paris", Kern and Hammerstein's maudlin paean to a city under occupation interpolated into a movie even more forgettable than Blues In The Night, got the nod. "Tell Johnny he was robbed," Oscar Hammerstein told a mutual friend on Oscar night.
Did Tommy Dorsey never consider it for his boy singer back in 1941? Hard to imagine the young Sinatra gliding innocently over all that lonesome imagery. But even as a neophyte he had great taste in songs, and you have to figure he knew how good this one was. Yet "Blues In The Night" had to wait 17 years - until one of his classic Capitol concept albums with Nelson Riddle, Frank Sinatra Sings For Only The Lonely. Riddle was listening to a lot of Stravinsky around this time and you can hear a little of old Igor in his orchestral coloring for some of these charts. There are moments in his "Blues In The Night" that seem to be heading toward Rite Of Spring territory. That's not the thing I noticed about the track initially, however. I remember on my first hearing having the strange sense that Sinatra was singing outside. I mean, obviously, if you think about it, you know he's not: He's at a microphone in a studio with an engineer and a producer on the other side of the glass. But Riddle constructs the instrumental opening to place France outside aurally - in the loneliness of night, lit only by the stars and maybe a solitary street light. The arranger starts with the shiver of the wind, a swirl of memories and secrets - and then the heavy footfall, as if a guy's trudging down a deserted street by some nowhere railway halt, and there's Sinatra:
My mama done tol' me
When I was in knee pants...
And underneath him the bass keeps walking, heavier and heavier through the night.
There are all kinds of ways to sing "Blues In The Night". When the ladies do it, they do it bluesy, lot of melismas and ululating. Sinatra doesn't go in for that, but he can certainly sing with a bluesy tinge when he wants to. Not here, though. This is Sinatra the actor: He wants you to hear the words, follow the story. He leaves the bluesy wailing to his trumpeter, Carroll Lewis. They make a good team on that long, long road: The guy's trying to hold it together, the trumpet's telling you what's going on inside. It's a very dark vocal: He's not singing the blues, he's living them.
That June evening in 1958 was a hell of a night for Arlen & Mercer: Sinatra and Riddle began the set with "One For My Baby", and then moved on to "Blues In The Night". You're amazed at the care they took, the drama and beauty and profundity of the scores, and the sincerity and seriousness with which Sinatra approached them. Riddle regarded Only The Lonely as "the best vocal album I've ever done", although it was born in what must have been harrowing circumstances. A few weeks before the session, his mother died of cancer and his six-month-old daughter died of respiratory problems. Years later, he offered only that those twin losses of parent and child had maybe contributed to "the darker colors of the album". On the orchestrations for "Blues In The Night", those darker colors go way on down.
Sinatra took "One For My Baby" out of the studio with him that night, and never stopped working on it. With "Blues In The Night", he seemed to understand that he'd done everything he could, and that was that.
Seventeen years earlier, there had been one more dispute between Arlen and Mercer. Harold Arlen felt the first line - "My mama done tol' me" - was so strong it should be the title. Mercer wanted "Blues In The Night". They asked Irving Berlin to adjudicate, and the great man, after listening to the song, came down on the side of "Blues In The Night". He's right. "My mama done tol' me" is a marvelous line and so memorable that for many fans it was the only one they knew. "I remember when 'Blues In The Night' became a hit," wrote Alec Wilder. "All I ever heard the public sing was the 'My mama done tol' me' phrase. That seemed all they needed in order to like and accept it."
But, vivid as it is, it's a small particular image. "Blues In The Night", by contrast, is large and general. Very few songs could live up to the claims of such a title, but "Blues In The Night" is a bald statement of the obvious: It's what the song is. Irving Berlin made the correct call.
It's not an easy song. It's never going to be "The Very Thought Of You" or "The Way You Look Tonight" or "It Had To Be You". But it's got it all - a woman, train whistles, place names, and at the very end two bars of humming and a final tip of the hat to that eerie sound blowin' cross the trestle:
My mama was right
There's Blues In The Night.
~For an alternative Sinatra Hot 100, the Pundette has launched her own Frank countdown. She has another Johnny Mercer train song at Number 75 and another Harold Arlen ill wind at Number 65. Bob Belvedere over at The Camp Of The Saints is also counting down his Top 100 Sinatra tracks. He's up to Hit Sound 44, an irresistible pop song by Phil Springer and Carolyn Leigh, "How Little We Know".
~There's lots more Mercer, and more Arlen, and more Sinatra, in Mark's two-part Johnny Mercer centenary podcast: Part One here. Part Two here. And there's Sinatra songs galore in Mark Steyn's American Songbook, while Steyn's original 1998 obituary of Sinatra, "The Voice", can be found in the anthology Mark Steyn From Head To Toe. Personally autographed copies of both books are exclusively available from the Steyn store.
12) THE CONTINENTAL
13) ALL OF ME
15) NIGHT AND DAY
16) I WON'T DANCE
24) OUR LOVE
27) FOOLS RUSH IN
32) I'LL BE AROUND